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PAGE 14                                                                ALABAMA PROPANE GAS ASSOCIATION

              ARTICLE XVII-CONFLICTS OF INTEREST PROHIBITED
              Employment by APGA of any member of the Board of Directors in any other capacity is prohibited.  No member of the
              Board of Directors shall participate in discussions or voting by the Board of Directors with regard to the purchase or sale
              of any real or personal property by the Board or the execution of any contract by the Board when the board member has
              a financial or personal beneficial interest, either directly or indirectly, in said property or financial transaction. Members
              of the Board of Directors are prohibited from accepting gifts from any person, agency, or company doing, or desiring to
              do, business with APGA. All business-related gratuities are prohibited except items of nominal value.

              ARTICLE XVIII - DISSOLUTION

              Section 1.     APGA shall exist perpetually until dissolution and/or termination pursuant to law.

              Section 2.     Upon dissolution, all assets of APGA shall be liquidated, all debts and obligations shall be paid and all
              remaining funds shall be disbursed to one or more non-profit organizations having purposes the same as or similar to the
              purpose of APGA, which organization(s) shall be designated by two-thirds (2/3) majority vote of the Board of Directors
              present and subject to approval of the majority of the membership.  Under no circumstances shall assets of APGA be
              dispersed to any of the members thereof.



              Major Amendment              July 2, 1998
              Amended                      November 28, 1999
              Amended                      April 29, 2005
              Amended                      August 22, 2006
              Amended                      November 17, 2014
              Amended                      November 16, 2018
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